The Arbitration court rejected Rosselkhozbank in the dispute with Ekoniva

The court decision of July 29, 2021 said that in support of their claims, the plaintiffs, represented by the owners of EkoNiva, referred to the fact that the options are invalid on the basis of Articles 10 and 168169 of the Civil Code of the Russian Federation, paragraph 2 of Article 174, paragraphs 1 and 3 of Article 179 of the Civil Code of the Russian Federation due to the fact that at the initiative of the defendant — the strong party of the options — they include extremely unfavorable conditions for the plaintiffs and significantly violating the balance of interests of the parties.

According to the data presented in the court decision, the plaintiffs were forced to agree to them, since the conclusion of options was a condition for prolonging the repayment period of loans provided by JSC Rosselkhozbank to the companies of EkoNiva group, which includes the plaintiffs.

The terms of the options are clearly unprofitable for the plaintiffs due to the fact that under them the defendant has the right to purchase shares in the authorized capital of the companies from the plaintiffs at a significantly reduced price and upon the occurrence of conditions that depend on the defendant and the bank. The nominal value of the shares in the authorized capital of the companies was significantly less than their market value. This is evidenced by the fact that the nominal value of the shares was thousands of times lower than the value of the net assets of the companies, namely, the net assets as of 31.12.2020 were: EkoNiva - APK Holding LLC - 918,731,000 rubles, LLC EkoNiva-APK Chernozemye - 497,254,000 rubles, LLC EkoNiva-Food Products - 375,718,000 rubles. At the same time, the agreement assumes that the bank can acquire the shares of the holding for 5.3 million rubles. 

Meanwhile, in the first half of this year, EkoNiva's revenue amounted to 21 billion rubles. This is 32% more than in the first half of 2020. In addition, EkoNiva, Russia's largest producer of raw milk, produced more than 1 million tons of milk for four quarters ended on June 30. Thus, the company became the first in the country to overcome a one million milestone.